Full Opinion

SIXTH DISTRICT COURT OF APPEAL STATE OF FLORIDA _____________________________ Case No. 6D2024-2168 Lower Tribunal No. 2018-CA-003559 _____________________________ THE BANK OF NEW YORK as Trustee for the CERTIFICATEHOLDERS CWABS ASSET- BACKED CERTIFICATES, SERIES 2005-BC4, Appellant, v. KEITH HENRY, et al., Appellees. _____________________________ Appeal from the Circuit Court for Osceola County. Tom Young, Judge. July 10, 2026 EN BANC GANNAM, J. The Bank of New York appeals the trial court’s order overruling the bank’s objection to a foreclosure sale and denying its motion to vacate the sale. The bank claims irregularities in the sale process caused by the Osceola County Clerk of Court allowed a third-party bidder, appellee Keith Henry, to purchase the foreclosed property for an amount less than the amount owed to the bank on its foreclosure judgment. According to the record, however, the bank did not make a proper showing that any equitable ground for setting aside the foreclosure sale exists because the bank did not prove any sale irregularity resulting in injustice to the bank. Competent substantial evidence supports the trial court’s finding that the clerk did not prevent the bank from bidding at the sale, and the trial court did not abuse its discretion in overruling the bank’s objection and denying its motion to vacate the sale. Accordingly, we affirm. 1 I In January 2019, the bank obtained a judgment of foreclosure in the amount of $246,488.76, bearing interest at the prevailing legal rate until paid. The judgment provided for the bank’s recovery of post-judgment interest and costs through the foreclosure sale: [The bank] shall advance all subsequent required costs of this action and shall be reimbursed for them by the Clerk 1 A month after the Court voted to determine this appeal en banc, as being a case or involving an issue of exceptional importance under rule 9.331, the bank filed a notice of voluntary dismissal under rule 9.350. The Court declined to dismiss the appeal. See Fla. R. App. 9.350(c) (“When a party files a . . . notice of dismissal . . . , the cause may be dismissed only by court order.”); Pino v. Bank of N.Y., 76 So. 3d 927, 929 (Fla. 2011) (“[T]his Court has long recognized its discretion to retain jurisdiction over a matter and proceed with an appeal notwithstanding a litigant’s timely filing of a notice of dismissal pursuant to rule 9.350, especially when the matter involves one of great public importance and is likely to recur.”); Swift Response, LLC v. Routt, 401 So. 3d 640, 641 n.1 (Fla. 1st DCA 2025) (“We deny Swift’s motion for voluntary dismissal, filed just under two weeks after we took oral argument—after this court already expended considerable judicial labor in this matter.” (citing Pino, 76 So. 3d at 927)). 2 if [the bank] is not the purchaser of the property for sale. If [the bank] is the purchaser, the Clerk shall credit [the bank’s] bid with the total sum with interest and costs accruing subsequent to this judgment, or such part of it, as is necessary to pay the bid in full. Recovery of post-judgment costs, however, required additional certification to the clerk: If prior to the sale, [the bank] shall be required to advance any monies pursuant to the provisions hereof, then [the bank] or its attorneys shall so certify to the Clerk of this Court, and the amount due to [the bank] . . . shall be increased by the amount of such advances without further order of the Court. At the 2024 foreclosure sale on the judgment, Henry, as a third-party bidder, won the auction with a bid of $262,500, around $16,000 more than the face amount of the judgment. On the same day, the bank filed an objection to the sale and a motion to vacate it. In the motion to vacate, and at the evidentiary hearing on the motion, the bank argued the sale clerk prevented the bank from bidding an amount comprising the judgment amount plus statutory interest by illegally conditioning the bank’s bid on its filing a pre-sale affidavit, and further argued that the affidavit requirement could only apply if the bank’s bid included post-judgment costs that the bank had advanced. The bank’s representative at the foreclosure sale was a third-party vendor authorized to act for the bank. She testified at the motion hearing that, on the day of the sale, she submitted the bank’s “judgment paperwork” to the sale clerk for review, 3 and the clerk said the bank “would need to file an affidavit for the other amount above our judgment amount.” The representative’s supervisor testified that she spoke to the sale clerk by phone, and that the clerk said the bank “would not be permitted to bid over its judgment amount.” The representative testified that, after her supervisor’s call with the sale clerk, the clerk told the representative the bank “would only be allowed to bid up to our judgment amount since we did not have the affidavit on file.” The representative testified that, after the sale commenced, she tried to make a bid above the judgment amount but that “we were not recognized.” The sale clerk testified that she had been conducting foreclosure sales in the county for about eight years. Her responsibilities included reviewing the judgment holder’s paperwork and verifying the amounts to be bid, and that judgment holders always included affidavits to support bid amounts over the judgment amount. She testified she informed the bank’s representative that she could not accept the highest bid amount the bank presented because the bank had not filed an affidavit or motion to increase the bid amount above the amount of the judgment, and that in response, the bank representative told her an affidavit would be filed prior to the sale. Then, the clerk testified, the representative’s supervisor told her by phone that the bank wanted to cancel the sale, but the clerk told the supervisor that it was too late to cancel it. Finally, the clerk testified that she recognized the bank’s credit bid for the amount of its judgment, that the bank could have made a cash bid above the 4 judgment amount on the same terms as any other bidder, and that she did not refuse to recognize any bid by the bank representative at the sale. At the conclusion of the hearing, the trial court orally denied the bank’s motion to vacate the sale, indicating that the equities favored upholding the sale and the clerk’s affidavit requirement despite the bank’s argument that the affidavit requirement was contrary to law. In its subsequent written order, the trial court found that the sale clerk “did not bar or otherwise prevent [the bank] from bidding in excess of the Final Judgment amount . . . . However, the Clerk of Court advised the attending representative an affidavit was needed prior to the sale date to bid over the Judgment amount.” The written order did not elaborate on these brief findings or otherwise disclose the trial court’s reasoning for denying the bank’s motion. II On appeal, the bank argues that the trial court abused its discretion by failing to vacate the foreclosure sale due to the irregularities of the clerk’s pre-sale affidavit requirement, contrary to the judgment and applicable law, and the clerk’s refusing to recognize the bid of the bank’s representative above the face amount of the judgment. We review a trial court’s order on a motion to vacate a foreclosure sale for an abuse of discretion. See Arsali v. Chase Home Fin. LLC, 121 So. 3d 511, 519 (Fla. 2013). This review applies a reasonableness test: “If reasonable men could differ as 5 to the propriety of the action taken by the trial court, then the action is not unreasonable and there can be no finding of an abuse of discretion.” Canakaris v. Canakaris, 382 So. 2d 1197, 1203 (Fla. 1980). “The discretionary ruling of the trial judge should be disturbed only when his decision fails to satisfy this test of reasonableness.” Id. Within the abuse of discretion inquiry, we review de novo the trial court’s legal determinations and its factual findings for competent, substantial evidence. See Sosa v. Safeway Premium Fin. Co., 73 So. 3d 91, 105 (Fla. 2011). Interpretation of a foreclosure judgment presents a legal question subject to de novo review. See Asset Recovery, Inc. v. Wells Fargo Bank, N.A., 405 So. 3d 397, 399 (Fla. 6th DCA 2023). And where there is competent, substantial evidence to support the trial court’s factual findings, we defer to its weight and credibility determinations. See, e.g., Wheeler v. State, 124 So. 3d 865, 873 (Fla. 2013) (“As long as the trial court’s findings are supported by competent substantial evidence, this Court will not substitute its judgment for that of the trial court on questions of fact, likewise of the credibility of the witnesses as well as the weight to be given to the evidence by the trial court.” (internal quotation marks omitted)). Finally, “[i]n appellate proceedings the decision of a trial court has the presumption of correctness and the burden is on the appellant to demonstrate error.” Applegate v. Barnett Bank of Tallahassee, 377 So. 2d 1150, 1152 (Fla. 1979). “Even 6 when based on erroneous reasoning, a conclusion or decision of a trial court will generally be affirmed if the evidence or an alternative theory supports it.” Id. “Stated another way, if a trial court reaches the right result, but for the wrong reasons, it will be upheld if there is any basis which would support the judgment in the record.” Dade Cnty. Sch. Bd. v. Radio Station WQBA, 731 So. 2d 638, 644 (Fla. 1999). III The trial court’s brief order denying the bank’s motion to vacate the foreclosure sale is presumed correct, and it is the bank’s burden on appeal to demonstrate error. See Applegate, 377 So. 2d at 1152. The bank fails to meet this burden under binding Florida Supreme Court precedent requiring a litigant seeking to set aside a foreclosure sale to make a proper showing of an equitable factor resulting in an injustice to the litigant. Below, we explain the proper showing required and how the bank failed to make it. A Foreclosure is an equitable proceeding in which the trial court is the finder of fact. See § 702.01, Fla. Stat. (“All mortgages shall be foreclosed in equity. . . . The foreclosure claim shall, if tried, be tried to the court without a jury.”). A foreclosure sale challenge is also an equitable proceeding. See Arsali, 121 So. 3d at 518 (“[T]he trial courts’ use of their equity powers in resolving disputes pertaining to judicial foreclosure sale set aside actions is essential.”). 7 In Arsali, the Florida Supreme Court explained the trial court’s equitable power in foreclosure set-aside proceedings as the power “to ensure that ‘equity will act to prevent the wrong result.’” 121 So. 3d at 519 (quoting Arlt v. Buchanan, 190 So. 2d 575, 577 (Fla. 1966)). The supreme court also surveyed several of its prior decisions in explaining how a litigant can obtain relief from a foreclosure sale on equitable grounds: Our decisions show that we have consistently held that the mere allegation of any single factor or any specific combination of factors is insufficient for litigants to prevail in an action seeking a set aside of a judicial foreclosure sale. Instead our previous decisions have consistently required that litigants allege one or more adequate equitable factors and make a proper showing to the trial court that they exist in order to successfully obtain an order that sets aside a judicial foreclosure sale. 121 So. 3d at 518 (emphasis added). The “one or more adequate equitable factors” from the supreme court’s prior decisions include “‘gross inadequacy of consideration, surprise, accident, or mistake imposed on complainant, and irregularity in the conduct of the sale.’” Id. at 516 (quoting Moran-Alleen Co. v. Brown, 123 So. 561, 561 (Fla. 1929)). The court rejected, however, a “presumption among the district courts that a single equitable factor . . . or a specific combination of previously identified factors must be applied by the trial courts in order to set aside judicial foreclosure sales.” Id. at 517. Thus, the court “reemphasize[d] that ‘this court is committed to the doctrine that a judicial 8 sale may on a proper showing made, be vacated and set aside on any or all [equitable] grounds.’” Id. at 515 (second modification in original) (quoting Brown, 123 So. at 561). The “proper showing” of an equitable ground reemphasized by Arsali necessarily includes a showing of inequity—i.e., a “wrong result” from the foreclosure sale justifying the trial court’s exercise of its equitable power to set it aside. See id. at 519. Thus, an equitable factor justifying set-aside is only “adequate” and properly shown to “exist,” id. at 518, if it is shown to have “resulted in injustice being done” to the complaining litigant, id. (quoting Arlt, 190 So. 2d at 577–78). In other words, the proper showing of an equitable ground for set-aside is a showing of an equitable factor or factors resulting in injustice. The Arsali court validated the injustice requirement in the proper showing analysis from its previous decisions by quoting with approval Arlt v. Buchanan, in which the court reversed the Third District and reinstated a trial court order denying a motion to dismiss a complaint to set aside a foreclosure sale. 190 So. 2d at 576. In Arlt, a judgment debtor alleged that irregularities in the foreclosure sale of her property entitled her to set aside the sale. Id. Her specific allegations included that the sheriff conducted the sale in a place other than the place advertised, the successful bid was $1,000 for property appraised at $102,000, and she was present 9 at the time and place advertised to satisfy the judgment. Id. The trial court denied a motion to dismiss her complaint, and the successful bidder appealed. Id. The Third District reversed the trial court on a ground not advanced by any party. Id. In turn, the supreme court reversed the Third District, explaining that setting aside a foreclosure sale requires a showing of some equitable factor or factors and a resulting injustice: The general rule is, of course, that standing alone mere inadequacy of price is not a ground for setting aside a judicial sale. But where the inadequacy is gross and is shown to result from any mistake, accident, surprise, fraud, misconduct or irregularity upon the part of either the purchaser or other person connected with the sale, with resulting injustice to the complaining party, equity will act to prevent the wrong result. . . . We think the chancellor acted correctly in denying the motions to dismiss thereby giving petitioner the opportunity to prove, if she can, that there were material irregularities in the proceedings incident to the sale and that they resulted in injustice being done to her as alleged. Id. at 577–78 (emphasis added) (citations omitted). When the Arsali court described a trial court’s equitable power to set aside a foreclosure sale as the power “to prevent the wrong result,” it quoted from the above Arlt court explanation of the proper showing necessary to invoke that power: “We have long recognized that, when there is a proper showing, the trial courts in this state possess sufficient powers to ensure that ‘equity will act to prevent the wrong 10 result’ in judicial foreclosure sale disputes.” Arsali, 121 So. 3d at 519 (emphasis added) (quoting Arlt, 190 So. 2d at 577). Preceding this description of a trial court’s equitable power, the Arsali court also approvingly quoted the Arlt holding as explaining the proper showing required: In Arlt we upheld the correctness of the equity court’s judgment to provide the petitioner leave to make a proper showing for why a set aside of the execution sale was warranted, stating: . . . We think the chancellor acted correctly in denying the motions to dismiss thereby giving petitioner the opportunity to prove, if she can, that there were material irregularities in the proceedings incident to the sale and that they resulted in injustice being done to her as alleged. Arsali, 121 So. 3d at 518 (emphasis added) (quoting Arlt, 190 So. 2d at 577–78). Thus, when the Arsali court explains that its “previous decisions” have required litigants seeking to avoid a foreclosure sale to “allege one or more adequate equitable factors and make a proper showing to the trial court that they exist,” 121 So. 3d at 518 (emphasis added), the “proper showing” includes a showing that the alleged equitable factor or factors resulted in injustice. See also Mitchell v. Mason, 79 So. 163, 164 (Fla. 1918) (“Inadequacy of price, in connection with other circumstances having a tendency to cause such inadequacy resulting in injury, is considered sufficient grounds to set aside the sale, especially if the circumstances result from the mistake of one whose duty it is under the decree to make sale of the property; 11 yet the chancellor has a large discretion which will only be interfered with by the appellate court in a clear case of injustice.” (emphasis added)). After reaffirming the injustice requirement from Arlt, the Arsali court applied it. The trial court in Arsali had entered a judgment of foreclosure against two homeowners and in favor of their mortgage lender. Id. at 513. Before the foreclosure sale, the borrowers had accepted an offer from the lender to reinstate the mortgage by making a lump sum payment by a certain date and time. Id. Although the lender had received the payment in time, the lender’s counsel “neglected to arrange for the cancelation of the foreclosure sale with the clerk of court, so the sale took place as scheduled.” Id. A third party purchased the borrowers’ home at the sale. Id. The trial court, however, granted the borrowers’ motion to vacate the sale on “the equities pertaining to the non-cancelation of the judicial foreclosure sale.” Id. The en banc Fourth District affirmed the trial court. Id. at 514. Approving the Fourth District’s decision, the supreme court held, “The borrowers alleged and proved adequate equitable grounds for the trial court to set aside the judicial foreclosure sale . . . .” Id. at 519–20. The court explained the borrowers’ proper showing with reference to the Arlt injustice requirement: The evidence presented to the trial court established that . . . the borrowers executed a written agreement to settle the case before the judicial foreclosure sale took place. Nevertheless, the judicial foreclosure sale occurred and the borrowers’ residential property was sold. Pursuant to the borrowers’ timely objection, the trial court properly 12 used its equity powers to set aside the sale . . . . Thus, the Fourth District’s . . . decision properly affirmed the equitable judgment that prevented a clear injustice to the parties who had agreed to settle the case below. . . . We have long recognized that, when there is a proper showing, the trial courts in this state possess sufficient powers to ensure that “equity will act to prevent the wrong result” in judicial foreclosure sale disputes. Arlt, 190 So. 2d at 577. Arsali, 121 So. 3d at 519 (emphasis added). B To make its proper showing under Arlt and Arsali, that the equitable ground of irregularity required setting aside the foreclosure sale, the bank was required to prove both the factor of irregularity in the foreclosure sale and that the irregularity resulted in an injustice to the bank. The bank proved neither. As to the factor of irregularity, the bank is correct that its judgment does not require a pre-sale affidavit to support the inclusion of post-judgment interest in the bank’s credit bid at the foreclosure sale. Rather, the judgment provides, “the Clerk shall credit [the bank’s] bid with the total sum with interest . . . accruing subsequent to this judgment, or such part of it, as is necessary to pay the bid in full.” (emphasis added). Cf. Argonaut Ins. Co. v. May Plumbing Co., 474 So. 2d 212, 215 (Fla. 1985) (“Once a verdict has liquidated the damages as of a date certain, computation of prejudgment interest is merely a mathematical computation. . . . Thus, it is a purely ministerial duty of the trial judge or clerk of the court to add the appropriate amount 13 of interest to the principal amount . . . .”). The judgment only requires the bank to “certify to the Clerk” (e.g., by filing an affidavit) the bank’s “advanc[ing] of any monies” (i.e., costs) pursuant to the judgment. It was within the trial court’s equitable authority to set these sale procedures in the judgment. See § 45.031, Fla. Stat. (2019) (“In any sale of real or personal property under an order or judgment, the procedures provided in this section and ss. 45.0315-45.035 may be followed as an alternative to any other sale procedure if so ordered by the court.” (emphasis added)); Royal Palm Corp. Ctr. Ass’n, Ltd. v. PNC Bank, NA, 89 So. 3d 923, 927 (Fla. 4th DCA 2012) (“[T]he statute plainly gives a circuit judge discretion to tailor the procedure for a foreclosure sale.”). The bank argued in its motion and at the hearing below that the sale clerk disregarded the language of the judgment and improperly required an affidavit to allow the bank to bid its accrued interest above the face amount of the judgment. But the bank did not prove the sale clerk disregarded the judgment provisions because the bank put on no evidence that its “judgment paperwork” or its representative communicated to the sale clerk that the amount it sought to bid above its judgment comprised only interest and no costs subject to the judgment’s certification requirement. The bank’s representative testified she gave the judgment paperwork to the sale clerk, and the sale clerk testified she reviewed it, but neither testified to the contents of the paperwork apart from the fact that the bank sought to bid more 14 than the face amount of the judgment. Without evidence that the bank informed the sale clerk it intended to bid an amount over the judgment comprising only accrued interest, or even what that amount was, the trial court could not determine that the sale clerk improperly required an affidavit to support the bid. 2 Also, the judgment did not obligate the clerk to credit any amount to the bank—either the principal amount of the judgment or interest or costs—unless the bank was the winning bidder at the sale: “If [the bank] is the purchaser, the Clerk shall credit [the bank’s] bid with the total sum with interest and costs accruing subsequent to this judgment, or such part of it, as is necessary to pay the bid in full.” (See supra Part I (emphasis added).) 3 It is undisputed that the bank was not the 2 The bank’s brief cites to its written motion to vacate and its counsel’s argument at the motion hearing for the factual proposition that “[t]he bid paperwork reflected [the bank] intended to bid $298,500.00 which included the Judgment amount of $246,488.76 and a portion ($52,011.24 of $71,614.732) of the statutory interest due to [the bank].” But the brief cites no witness testimony or document in evidence to support this proposition, and “attorney argument does not constitute evidence to support a factual finding.” Sch. Dist. of Lee Cnty. v. Bracci, 365 So. 3d 505, 507 (Fla. 6th DCA 2023). 3 This judgment provision, requiring the sale clerk to credit the judgment debt to the bank’s bid only if the bank was the winning bidder, is consistent with the historical practice of mortgagee credit bidding at foreclosure sales. See generally Tucker v. Crown Corp., 183 So. 740, 745 (Fla. 1938) (“The first mortgagee should be accorded, in the decree, the right to bid at such sale to the amount ascertained to be due on the first mortgage debt, and the same (authorized in the decree) be credited to the amount of such successful bid made by such mortgagee . . . if he desires to bid.” (emphasis added) (quoting Becker Roofing Co. v. Wysinger, 124 So. 858, 863 (1929))). 15 winning bidder at the sale, so the sale clerk was never obligated, under the judgment’s provisions, to credit any amount to the bank’s bid. The bank argues the sale clerk prevented it from bidding at the sale, but the sale clerk testified she opened the sale to all bidders and did not prevent the bank’s representative from bidding on the same terms as other bidders. Thus, the trial court’s finding that the sale clerk did not prevent the bank’s representative from bidding is supported by competent, substantial evidence despite conflicting testimony by the bank’s representative. It was within the province of the trial court, as finder of fact, to weigh the credibility of the parties’ witnesses and credit the sale clerk’s testimony over the bank representative’s. 4 See Southwin, Inc. v. Verde, 806 So. 2d 586, 588 (Fla. 3d DCA 4 The clerk specifically testified: I did inform, not advise, [the bank’s representative] that an affidavit or motion needs to be filed to increase the bid amount. And I never did tell them or bar them from bidding more or less. I opened the bidding to the bidders and the [the bank] equally and according to per statute. Like I said, I’m not in position to advise; but it is Florida statute that the Plaintiff does have the judgment amount as credit; and if they bid over, they can pay the five percent just like any bidder. It was within the province of the trial court, as trier of fact, to infer from this testimony that the sale clerk refused to accept a pre-sale bid by the bank over its judgment amount but did not refuse to accept an in-sale bid by the bank in any amount on the same terms as other bidders. See Parsons v. Reyes, 238 So. 2d 561, 16 2002) (“Determinations regarding the weight of the evidence or the credibility of witnesses are peculiarly within the province of the finder of fact and will not be disturbed on appeal.” (quoting M.A.B. v. Dep’t of HRS, 630 So. 2d 1252, 1254 (Fla. 1st DCA 1994))). It was not until the bank was the winning bidder at the sale that the Clerk would have had any obligation to credit the bank’s bid with the total sum of the judgment with interest. Even if the bank had proved the sale clerk’s affidavit requirement and bid procedures were sufficiently irregular to be considered equitable factors in the proper showing analysis, the bank did not prove the irregularity resulted in injustice as required by Arlt and Alsari. Unlike the borrower-homeowners in Alsari, who proved their lender’s mistake caused them to lose their home despite having paid the lender what it asked for, and unlike the judgment debtor in Arlt, who proffered evidence that she lost her own property for grossly inadequate consideration due to irregularities in the sheriff’s conduct of the foreclosure sale, the bank here did not prove it suffered any injustice as a result of the clerk’s conduct of the sale. To be sure, these Arlt and Alsari examples of injustice warranting set-aside are not exhaustive. We need not, and do not, decide all the types or measures of injustice 563 (Fla. 1970) (reserving to finder of fact “weigh[ing] evidence or determin[ing] questions of credibility and . . . the possibility of different conclusions or inferences from the evidence”). 17 that may warrant set-aside; we only decide that the bank offered no evidence of any type or measure whatsoever. For example, the bank did not offer any evidence that it could have sold the property for more than Henry paid had the bank been the winning bidder, that the value of the property was more than Henry paid, or that the bank otherwise suffered a financial loss of any kind as a result of the claimed clerk’s error. Nor did the bank offer evidence of any injury to a nonfinancial interest in the property. There is no evidence, for example, that the bank had any interest in acquiring or using the property based on its unique attributes, or that the bank considered the property anything other than collateral to be sold. 5 The bank offered 5 In the context of contracts for conveyance, the uniqueness of real estate generally justifies the equitable remedy of specific performance for breach, but the remedy is not a matter of right—awarding specific performance remains within the discretion of the trial court, and the remedy can be defeated by other equitable considerations. See generally Edmons v. Gracy, 54 So. 899, 900 (Fla. 1911) (“Courts of equity may enforce the specific performance of contracts for the conveyance of real estate, owing to the nature and uses of such property, . . . when the application of principles of law to the facts and circumstances of particular cases warrant it.”); Nobles v. L’Engle, 55 So. 839, 840 (Fla. 1911) (“The specific performance of a contract for the sale of land is not a matter of right, but rests in the sound reasonable discretion of a court of equity.”); Le Noir v. McDaniel, 86 So. 435, 438 (Fla. 1920) (“The exercise of equity jurisdiction for the specific performance of contracts for the purchase of property does not proceed upon any distinction between real estate and personal estate, but depends on the question whether damages at law may not in the particular case afford a complete remedy.”); Martin v. Albee, 113 So. 415, 416 (Fla. 1927) (“If the contract is definite as to terms and description of land, is mutual, supported by a consideration, and the vendee may not be amply compensated by damages at law for breach . . . he should not be denied [specific performance] if he has complied with the requirements on his part to be performed.”); Coates v. Hale, 429 So. 2d 761, 762–63 (Fla. 1st DCA 1983) (“Furthermore, since this case involves the sale of realty, which is unique, we conclude that money damages would be an 18 no evidence of harm or injury of any kind. Therefore, even if irregularity in the sale kept the bank from winning the auction, the bank did not prove any injustice resulting from Henry’s purchase. Just as “mere inadequacy of price is not a ground for setting aside a judicial sale,” Arlt, 190 So. 2d at 577, mere irregularity in the sale, without resulting injustice, is not enough. 6 inadequate remedy to Hale for breach of the land sales contract. Equity ought to require doing that which should have been done . . . .”); Hembree v. Bradley, 528 So. 2d 116, 117–18 (Fla. 1st DCA 1988) (“Furthermore, specific performance of a contract for sale of land will be decreed only if the contract is capable of being mutually enforced with results that are just and practical, the moving party is not guilty of laches and there is no countervailing equity against him, and there is no adequate remedy at law available to him.”); Bermont Lakes, LLC v. Rooney, 980 So. 2d 580, 586 (Fla. 2d DCA 2008) (“[M]oney damages are considered an inadequate remedy at law to a purchaser of land because all land is considered unique.”); DiMauro v. Martin, 359 So. 3d 3, 9 (Fla. 4th DCA 2023) (“While land is considered unique and the court may grant specific performance in cases dealing with land-sale contracts, the trial court has discretion to decide whether to grant or deny specific performance when not expressly provided for in the contract.”); but see Henry v. Ecker, 415 So. 2d 137, 140 (Fla. 5th DCA 1982) (“Since all land is considered unique, money damages to a contract purchaser of lands is an inadequate remedy at law. Therefore, specific performance of contracts for the sale and purchase of real property is generally granted as a matter of right where their terms are fair, certain and definite and they have been entered into without misunderstanding or misrepresentation.”), rev. denied, 429 So. 2d 5 (Fla. 1983). 6 We affirm for both the bank’s lack of proof of irregularity and its lack of proof of injustice. Though we could affirm on either point without deciding the other, both justifications are holding. See Parsons v. Fed. Realty Corp., 143 So. 912, 920 (Fla. 1931) (“Two or more questions properly arising in a case under the pleadings and proof may be determined, even though either one would dispose of the entire case upon its merits, and neither holding is a dictum, so long as it is properly raised, considered, and determined.”); see also Crecelius v. Rizzitano, 430 So. 3d 268, 286 (Fla. 6th DCA 2026) (Gannam, J., concurring) (“Post-Pedroza [v. 19 IV The bank did not make a proper showing of an equitable ground justifying set-aside of the foreclosure sale because the bank did not prove irregularity in the foreclosure sale or any other equitable factor resulting in an injustice to the bank. Thus, the trial court did not abuse its discretion in overruling the bank’s objection and denying its motion to vacate the foreclosure sale. AFFIRMED. NARDELLA, BROWNLEE and KAMOUTSAS, JJ., concur. MIZE, J., concurs, with opinion. PRATT, J., concurs, with opinion. WOZNIAK, J., dissents, with opinion, in which TRAVER, C.J., and STARGEL, WHITE and SMITH, JJ., concur. SMITH, J., dissents, with opinion. NOT FINAL UNTIL TIME EXPIRES TO FILE MOTION FOR REHEARING AND DISPOSITION THEREOF IF TIMELY FILED MIZE, J., concurring. I fully concur in the en banc majority opinion. Since five of my colleagues voted against hearing this case en banc, I find it appropriate to write separately to State, 291 So. 3d 541 (Fla. 2020)], necessity is no longer viable as a shorthand test for propositions that count as holding.”). 20 share my opinion on the proper framework for deciding whether to hear or rehear a case en banc. Florida Rule of Appellate Procedure 9.331(a) permits a district court to hear or rehear a case en banc if the case or an issue therein is of “exceptional importance” or if it is “necessary to maintain uniformity in the court’s decisions.” While the Florida Supreme Court has limited en banc hearing and rehearing to cases that meet at least one of these standards, the Court also imbued district courts with broad discretion to develop their own interpretations and concepts as to each of these standards. See Chase Fed. Sav. & Loan Ass’n v. Schreiber, 479 So. 2d 90, 94 (Fla. 1985) (“We expressly granted the district courts broad discretionary authority to develop their own concept of decisional uniformity to be able to fully carry out these expressed purposes.” (internal quotation omitted)); Childers v. State, 936 So. 2d 619, 632 (Fla. 1st DCA 2006) (Padovano, J., concurring) (“[Chase] held that the district courts are free to develop their own standard of decisional uniformity in deciding whether to grant en banc hearings and rehearings. It is logical to assume that the supreme court holds the same view about the proper interpretation and application of the term ‘exceptional importance.’ This part of the rule was added after the decision in Chase, but the general point is the same. The supreme court recognized that en banc review is a matter for the district courts.”). The subjective standards chosen by the Florida Supreme Court to determine whether cases may be heard en 21 banc and the broad discretion the Supreme Court bestowed upon district courts to develop and interpret those standards, along with the constitutional structure of a district court in which panels exercise power on behalf of the court as an institution, indicates to me that the en banc rule provides district courts with substantial discretion to exercise administrative control and supervision over the work of panels that exercise power on behalf of the court. See Normandy Ins. Co. v. Bouayad, 372 So. 3d 671, 700-01 (Fla. 1st DCA 2023) (Tanenbaum, J., concurring in denial of rehearing en banc) (discussing structure of the district courts acting as an institution through three-judge panels and en banc hearing as a mechanism giving district courts broad discretion to exercise administrative control and supervision over the work of panels). It follows that each district judge exercises broad discretion to determine which cases or issues are of “exceptional importance” and when en banc hearing or rehearing is “necessary to maintain uniformity in the court’s decisions.” As it pertains to exercising the discretion vested in district judges to determine whether a case or issue therein is exceptionally important, I would submit that a determination of whether a case or issue is of exceptional importance must necessarily be a case-specific and individualized determination that may properly involve consideration of factors so myriad that listing them all would not be possible. A district judge considering a request to hear a case en banc may consider: (1) The extent to which a panel opinion, or the en banc opinion which will replace the panel 22 opinion, sets forth a new legal standard, or the extent to which either of those opinions will alter o